UNITED STATES OF AMERICA

BEFORE THE NATIONAL LABOR RELATIONS BOARD

SUBREGION 34

BRIDGEWATER ASSOCIATES, LP
and
Case 01-CA-169426

(b) (6), (b) (7)(C)

AN INDIVIDUAL

COMPLAINT AND NOTICE OF HEARING

This Complaint and Notice of Hearing is based on a charge filed by (b) (6), (b ) (7 )(C)
an Individual. It is issued pursuant to Section 10(b) of the National Labor
Relations Act, 29 U.S.C. 151 et seq. (the Act) , and Section 102.15 of the Rules and
Regulations of the National Labor Relations Board (the Board), and alleges that
Bridgewater Associates , LP (Respondent) has violated the Act as described below:
1(a)

The charge in this matter was filed b~n February 10, 2016, and a

copy was served by facsimile transmission and regular mail on Respondent on

February 10, 2016.
(b)

The amended charge in this proceeding was filed b~on June 23,

2016, and a copy was served by facsimile transmission and regular mail on Respondent
on June 23, 2016.
2.

At all material times, Respondent, a corporation with an office and place of

business located in Westport, Connecticut, has been engaged in the operation of an

investment firm.
3.

During the 12-month period ending May 31 , 2016, Respondent, in

conducting its operations described above in-paragraph 2, performed services valued in

excess of $50,000 at its Westport, Connecticut facility for customers and clients located
outside the State of Connecticut.
4.

At all material times, Respondent has been an employer engaged in

commerce within the meaning of Section 2(2), (6) and (7) of the Act.

5.

At all material times, the following individuals held the positions set forth

opposite their respective names and have been supervisors of Respondent within the
meaning of Section 2(11) of the Act, and agents of Respondent within the meaning of
Section 2(13) of the Act:

6.
-

At all material times, Respondent has maintained the following rules in

Employment Agreement:
a) Under "Confidentiality of Employment Agreement" (page 3): The
rule stating that "You agree that the terms of your employment with
Bridgewater are confidential. "
b) Under "Confidential Information & Proprietary Information" (pages
4 , 5): The rules stating that " 'Confidential Information' means any
non-public information .. relating to the business or affairs of
Bridgewater or its affiliates, or any existing or former officer, director,
employee or shareholder of Bridgewater. " and prohibits the
distribution of "employee lists and employees' compensation and
management's compensation", which includes "Bridgewater's
organizational structure (including the allocation of responsibilities and
general construction of Bridgewater's departments, businesses,
subsidiaries and the employees assigned to them)"

c)

Under "Confidential Information & Proprietary Information" (page

5): The rule stating that: "For the avoidance of doubt, your obligation
not to disclose or use Bridgewater's Confidential Information without
prior authorization applies in all contexts, industries and businesses.
This includes, but is not limited to, "any media business, outlets, or
other endeavors that publish, broadcast, distribute, or otherwise
disseminate information in any format, including but not limited to
books, newspapers, magazines, journals, websites, biogs, social
media outlets, television and radio stations, and streaming media
outlets."

d) Under "Confidential Information & Proprietary Information" (page

6): The rule stating that "You also may not. .disparage Bridgewater
and/or its present or former affiliates, directors, officers, shareholders,
employees or clients, whether directly or indirectly, in any manner

-2-

what~oever

(whether related to the business of Bridgewater or

otherwise) except as required by law."
11

e) Under Severability, Governing Law, Mediation and Arbitration"

(page 8): The rules stating that
you agree to submit all such claims
to binding arbitration on an individual basis. " and
you hereby
waive any right to bring on behalf of persons other than yourself, or to
otherwise participate with other persons in: any class action, collective
action; or representative action."
11

11

About January 6, 2016, Respondent indefinitely suspended its employee

8.

Respondent engaged in the conduct described above in paragraph 7

because- threatened to file a charge with the Board .

9.

By the conduct descri_

bed above in paragraph 6, Respondent has been

interfering with, restraining, and coercing employees in . the exercise of the rights
guaranteed in Section 7 of the Act in violation of Section 8(a)(1) of the Act.
10.

By the conduct described above in paragraphs 7 and 8, Respondent has

'

been discriminating against employees for filing charges or giving testimony under the
Act, in violation of Section 8(a)(1) and (4) of the Act.
11 .

The unfair labor practices of Respondent described above affect

commerce within the meaning of Section 2(6) and (7) of the Act.

SPECIAL REMEDIES

As part of the remedy for the unfair labor practices alleged above in paragraphs
7, 8, and 10, the General Counsel seeks an Order requiring that Respondent reimburse

for all search-for-work and work-related expenses regardless of whethe~

received interim earnings in excess of those expenses, or at all, during any calendar
quarter, or during the overall backpay period. The General Counsel further seeks all
other relief as may be just and proper to remedy the unfair labor practices alleged,
including an order requiring t h a t . be made whole, including reasonable
consequential damages incurred as a result of the Respondent's unlawful conduct.

-3-

ANSWER REQUIREMENT

Respondent is notified that, pursuant to Sections 102.20 and 102.21 of the

Board's Rules and Regulations, it must file an answer to the complaint. The answer
must be received by this office on or before July 14, 2016 or postmarked on or
before July 13, 2016. Respondent should file an original and four copies of the answer

with this office and serve a copy of the answer on each of the other parties.
An answer may also be filed electronically by using the E-Filing system on the
Agency's website. In order to file an answer electronically, access the Agency's website
at http://www.nlrb.gov, click on E-Gov, then click on the E-Filing link on the pull-down
menu. Click on the "File Documents" button under "Regional, Subregional and Resident
Offices" and then follow the directions. The responsibility for the receipt and usability of
the answer rests exclusively upon the sender. A failure to timely file the answer will not
be excused on the basis that the transmission could not be accomplished because the
Agency's website was off-line or unavailable for some other reason. When an answer is
filed electronically, an original and four paper copies must be sent to this office so that it
is received no later than three (3) business days after the date of electronic filing.
Service of the answer on each of the other parties must still be accomplished by means
allowed under the Board's Rules and Regulations. The answer may not be filed by
facsimile transmission: If no answer is filed, the Board may find, pursuant to a Motion for
Default Judgment, that the allegations in the complaint are true.

-4-

NOTICE OF HEARING
PLEASE TAKE NOTICE THAT on October 4, 2016, at 10:00 a.m. at the A.A.

Ribicoff Federal Building, 450 Main Street, Suite 410, Hartford, Connecticut, and
on consecutive days thereafter until concluded, a hearing will be conducted before an
administrative law judge of the National Labor Relations Board. At the hearing,
Respondent and any other party to this proceeding has the right to appear and present
testimony regarding the allegations in this complaint. The procedures to be followed at
the hearing are described in the attached Form NLRB-4668. The procedure to request a
postponement of the hearing is described inJhe attached Form NLRB-4338.

Dated: June 30, 2016

John J. Walsh, Jr.
Regional Director
National Labor Relations Board
Region 01 - Subregion 34

By~t.~
Michael C. Cass, Officer-in-Charge
National Labor Relations Board
Subregion 34
A.A Ribicoff Federal Building
450 Main Street, Suite 410
Hartford, CT 06103

Attachments

-5-

UNITED STATES OF AMERICA

BEFORE THE NATIONAL LABOR RELATIONS BOARD
SUBREGION 34

BRIDGEWATER ASSOC IATES, LP

Case No. 01-CA-169426

and

(b) (6), (b) (7)(C)

AN INDIVIDUAL

BRIDGE\VATER ASSOCIATES, LP'S ANSWER AND DEFENSES TO COMPLAINT

AND NOTICE OF HEARING
Respondent Bridgewater Associates, LP ("Bridgewater''), by and through its undersigned
counsel and in Answer to the Complaint and Notice of Hearing ("Complaint") issued by the
Regional Director of Region 1 - Sub-Region 34, states as follows:
To the extent that an answer is required to the unnumbered paragraph at the outset of the
Complaint, Bridgewater admits that the General Counsel has issued the instant Complaint based
on charges filed by (b) (6), (b) (7)(C)

C'11fo""PM'

Bridgewater expressly deni.es that it has

engaged in unfair labor practices in violation of the National Labor Relations Act, 29 U.S.C.
15 l , et seq. (the "Act"), denies any remaining allegations or legal conclusions contained in the
introductory paragraph, and requests that the Complaint and Notice of Hearing be dismissed.
1.

Bridgewater admits the allegations contained in Paragraph 1(a) of the Complaint,

except is without knowledge or information sufficient to form a belief as to the truth of when the
charge was filed. Bridgewater admits the allegations contained in Paragraph l(b) of the
Complaint, except is without knowledge or information sufficient to form a belief as to the truth
of when the amended charge was filed.

-1-

2.

Bridgewater admits the allegations contained in Paragraph 2 of the Complaint

except denies that Bridgewater is a corporation and states that it is a limited partnership.
3.

Bridgewater admits the allegations contained in Paragraph 3 of the Complaint.

4.

Bridgewater admits the allegations contained in Paragraph 4 of the Complaint.

5.

Bridgewater admits that, at all times relevant to the allegations in the Complaint,

(b) (6), (b) (7 )(C )

held the positions set forth

opposite their respective names in Paragraph 5 of the Complaint, and each of them was a
supervisor within the meaning of Section 2( 11) of the National Labor Relations Act, but denies
the remainder of the allegations contained in Paragraph 5 of the Complaint.
6.

Bridgewater admits that Par'.1~r:q1h 6(a), 6(b), 6(c), 6(d), and 6(e) of the

Complaint purport to reference or quote isolated provisions of an employment agreement that

-

signed. Bridgewater denies the remaining allegations in Paragraph 6 of the Complaint and

denies that the provisions of-

xecutive employment agreement constitute "rules" that

Bridgewater "maintained."
7.

Bridgewater denies the allegations contained in Paragraph 7 of the Complaint,

except admits that it placed-

on a fully-paid leave of absence on or about

(b) (6 ), (b) (7 )(C )

8.

Bridgewater denies the allegations contained in Paragraph 8 of the Complaint.

9.

Bridgewater denies the allegations contained in Paragraph 9 of the Complaint.

IO.

Bridgewater denies the allegations contained in Paragraph 10 of the Complaint.

11.

Bridgewater denies the allegations contained in Paragraph 11 of the Complaint.

Bridgewater denies that any of the relief or special remedies listed on Page 3 of the
Complaint or any other relief or remedies are warranted.

-2-

Any allegations in the Complaint that are not specifically and expressly admitted in this

Answer are denied.

DEFENSES
FIRST DEFENSE
The Complaint fails to state a claim for which relief can be granted.

SECOND DEFENSE
The National Labor Relations Board ("NLRB") lacks jurisdiction to grant relief because
-

is a supervisor within the meaning of Section 2( 11) of the Act.

THIRD DEFENSE
The provisions of Bridgewater's employment agreement wi~ referred to in
Paragraph 6 of the Complaint are lawful under the Act and applicable NLRB precedent. See,
e.g.. Lutheran Heritage Village-Livonia, 343 NLRB 646, 646-47 (2004); Lafayette Park Hotel,

326 NLRB 824, 825 (1998), enf'd203 F.3d 52 (D.C. Cir. 1999).

FOURTH DEFENSE
Bridgewater's employment agreement witJ 9 was not adopted to prohibit, and has
not been applied to prohibit, the exercise of any Section 7 rights, and employees in the financial
services industry, including-

would not reasonably construe the provis ions of

Bridgewater's employment agreement as prohibiting the exercise of Section 7 rights.

FIFTH DEFENSE
Bridgewater's employment agreement witJ 9 is based on legitimate business reasons
and, read properly in context, all of the provisions in -

mployment agreement are tailored

specifically to protecting Bridgewater's legitimate business concerns, including confidentiality

interests that are unique to the financial services industry, and none of the provisions in the
employment agreement prohibits the exercise of Section 7 rights.

-3-

SIXTH DEFENSE
The confidentiality provisions in Bridgewater's employment agreement wit~ read
in context, do not violate the Act, as protecting confidential and proprietary information is
fundamental to providing client services in the financial services industry and is, in some
instances, required b y law or regulation.
SEVENTH DEFENSE
The non-disparagement provision in Bridgewater's employment agreement, read in
context, does not violate the Act, as it lawfully prohibits disparagement of Bridgewater's clients,
products and services.
EIGHTH DEFENSE
The arbitration provision in Bridgewater's employment agreement with-

does not

violate the Act, and the Complaint's challenge to the arbitration provision is contrary to law,
including the Federal Arbitration Act and the National Labor Relations Act. See, e.g., Murphy

Oil USA, Inc. v. NLRB, 808 F.3d 1013 (5th Cir. 2015); D.R. Horton v. NLRB, 737 F.3d 344 (5th
Cir. 2013); Walthour v. Chipio Windshield Repair, LLC, 745 F.3d 1326 (11th Cir. 201 4);

Richards v. Ernst & Young, LLP, 744 F.3d I 072 (9th Cir. 2013); Sutherland v. Ernst & Young
LLP, 726 F.3 d 290 (2d Cir. 20 13); Owen v. Bristol Care, Inc., 702 F.3d 1050 (8th Cir. 2013).
NINT H DEFENSE

voluntarily entered int

mployment agreement, including the arbitration

provision, in return for a high six-figure salary plus bonus entitlement.

TENTH DEFENSE
Bridgewater at all times acted in good faith and did not interfere with, restrain, or coerce

in the exercise of the rights guaranteed in Section 7 of the Act in vio lation of Section

8(a)( l ) of the Act.

-4-

ELEVENTH DEFENSE
The Complaint fails to state a claim for discrimination or retaliation because there was no
"adverse action" against. . and no causal connection between-

awyer's threat to file

an unfair labor practice charge and . ,lacement on paid leave for legitimate business
reasons.

TWELFTH DEFENSE
Even if the General Counsel could establish a prima case of discrimination or retaliation,
Bridgewater had legitimate reasons for putting. . on paid leave and would have made the
same decision regardless of any protected activities under the Act.

THIRTEENTH DEFENSE
The "Special Remedies" section of the Complaint seeks relief, including consequential
damages, that exceeds the scope of the National Labor Relations Board's authority under the
Act.

FOURTEENTH DEFENSE
The Complaint seeks relief that is speculative.

FIFTEENTH DEFENSE
The "Special Remedies" section of the Complaint seeks relief that does not further the
remedial purposes of the Act, including damages for a very highly-paid employee who
to receive a si x-figure salary plus bonus entitlement while on paid leave.

SIXTEENTH DEFENSE

11111 has foiled to mitigate.

amages, if any.

-5-

co~tinues

SEVENTEENTH DEFENSE
To the extent that any of the allegations set forth in the Complaint are based upon acts or
occurrences that were not within the scope of a timely unfair labor practice charge, these
allegations are barred by Section 1O(b) of the Act.
EIGHTEENTH DEFENSE
The facts that will be adduced at the hearing establish that, at all material times,
Bridgewater complied with all of its obligations under the Act.

WHEREFORE, Bridgewater, having fully answered the Complaint and Notice of

Hearing, respectfully requests that the General Counsel's Complaint be dismissed in its entirety.

Dated: July 13, 2016

Respectfully submitted,

Patricia A. Dunn
JONES DAY
51 Louisiana A venue, N. W.
Washington, D.C. 20001-2113
Telephone: (202) 879-3939
Facsimile: (202) 626-1700
pdunn@jonesday.com

Attorneys for Respondent Bridgewater

Associates, LP

-6-

CERTIFICATE OF SERVICE
The undersigned, an attorney admitted to pr:icticc before the Courts of the State of New
York, affirms under penalty of perjury that on July 13, 2016, she caused a true and correct copy
of Bridgewater Associates, LP's Answer and Defenses to Complaint and Notice of Hearing to
be served upon counsel for the parties by first-class mail in a postage-prepaid, properly
addressed envelope at the following addresses designated for this purpose:
Scott Grubin
Wigdor, LLP
85 5th A venue, Fl 5
New York, New York 10003-3019

Michael C. Cass, Officer-in-Charge

National Labor Relations Board
Subregion 34
A.A. Ribicoff Federal Building
450 Main Street, Suite 410
Hartford, CT 06103

-7-